Option Collateral Agent definition

Option Collateral Agent means any bank or financial institution hereinafter appointed by the Option Lenders as collateral agent under the Option Financing Facility, which bank or financial institution shall become a party to this Agreement upon execution and delivery to the Company, the Seller and the Option Parties of the Joinder Agreement in the form attached hereto as Exhibit B.
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Examples of Option Collateral Agent in a sentence

  • The Option Administrative Agent shall have no obligation to act under this Agreement on behalf of any Holder (other than the Option Collateral Agent) unless such Holders shall have provided the Option Administrative Agent with an indemnity satisfactory to it and shall have made arrangements satisfactory to the Option Administrative Agent to pay the Option Administrative Agent’s costs and expenses.

  • Notwithstanding any contrary provision in this Agreement, the Option Collateral Agent shall have no obligation to act under this Agreement unless instructed to so act by the Option Administrative Agent.

  • The Seller and the Company hereby acknowledge and agree that in connection with any Option Financing, the Option Collateral Agent and Option Administrative Agent under the Option Financing Facility shall have the right to become parties to this Agreement (in their respective capacities) upon execution and delivery by such Option Collateral Agent and Option Administrative Agent to each of the Company, Seller and the Option Parties of the Joinder Agreement attached hereto in the form of Exhibit B.

  • If the Company fails to keep continuously effective, supplemented and amended a Registration Statement pursuant to Section 2(b) hereof (except as provided for in Section 2(c) and 2(d) of this Agreement)(each such event a “Registration Default”) after a Collateral Trigger Event has occurred and is continuing, then the Company agrees it shall pay to the Option Collateral Agent for the benefit of the Holders a penalty in cash in an amount equal to the Liquidated Damages Amount.

  • The Company and the Seller agree not to amend the Senior Lenders RRA without the previous written consent of the Option Administrative Agent, with a copy of such consent delivered to the Option Collateral Agent.

  • Except as otherwise provided herein, the provisions of this Agreement may not be amended, modified or supplemented, and waivers or consents to departures from the provisions hereof may not be given, without the written consent of the Company, the Option Collateral Agent, the Option Administrative Agent and the Holders of at least a majority in number of the Registrable Shares then outstanding.

  • In connection with the Option Financing Facility under which the undersigned has been appointed as [Administrative Agent] [Collateral Agent] and in consideration of good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned hereby agrees as follows: The undersigned hereby joins in and agrees to be bound by each and all of the provisions of the Registration Rights Agreement as the [Option Collateral Agent] [Option Administrative Agent] thereunder.

  • Neither the Option Collateral Agent, its agents nor its affiliates shall be liable for any act or omission made in connection with this Agreement except in the case of their own gross negligence or willful misconduct.

Related to Option Collateral Agent

  • Senior Collateral Agent means Citicorp USA, Inc., in its capacity as Senior Collateral Agent under the Senior Collateral Documents, and its successors.

  • Second Lien Collateral Agent means the “Collateral Agent” as defined in the Second Lien Credit Agreement.

  • ABL Collateral Agent means JPMorgan Chase Bank, N.A., in its capacity as collateral agent for the ABL Facility Secured Parties, together with its successors and permitted assigns under the ABL Facility Agreement and the ABL Facility Collateral Documents.

  • First Lien Collateral Agent means the “Collateral Agent” as defined in the First Lien Credit Agreement.

  • Term Loan Collateral Agent means Credit Suisse, Cayman Islands Branch, as collateral agent for the lenders under the Term Loan Credit Agreement, together with its respective successors and permitted assigns under the Term Loan Credit Agreement exercising substantially the same rights and powers, or such other agent as may from time to time be appointed thereunder.

  • Collateral Agent as defined in the preamble hereto.

  • Credit Agreement Collateral Agent has the meaning assigned to such term in the introductory paragraph of this Agreement.

  • Trust Collateral Agent means such successor Person.

  • Controlling Collateral Agent means (i) until the earlier of (x) the Discharge of Credit Agreement Obligations and (y) the Non-Controlling Authorized Representative Enforcement Date, the Credit Agreement Collateral Agent and (ii) from and after the earlier of (x) the Discharge of Credit Agreement Obligations and (y) the Non-Controlling Authorized Representative Enforcement Date, the Additional Collateral Agent (acting on the instructions of the Applicable Authorized Representative).

  • Prepetition Collateral shall refer to (i) all of the Borrower’s personal property upon which a security interest may be granted under the Uniform Commercial Code, (ii) all of the Borrower’s real property, (iii) all of the Borrower’s assets in or upon which a lien or other security interest has otherwise been granted in favor or for the benefit of the Prepetition Agent and the Prepetition Lenders in connection with, pursuant to, or under, the Prepetition Credit Agreement and the other Prepetition Financing Documents, and (iv) any of the Borrower’s assets otherwise held by the Prepetition Agent or any Prepetition Lender or otherwise provided to the Prepetition Agent or any Prepetition Lender as security for the Prepetition Indebtedness, in each case that existed as of the Petition Date or at any time prepetition and, subject to section 552 of the Bankruptcy Code, postpetition proceeds, products, offspring, rents and profits of all of the foregoing.

  • Collateral Trustee has the meaning set forth in the preamble.

  • Notes Collateral Agent means such successor collateral agent, and the retiring Notes Collateral Agent’s appointment, powers and duties as the Notes Collateral Agent shall be terminated. After the retiring Notes Collateral Agent’s resignation hereunder, the provisions of this Section 12.08 (and Section 7.07) shall continue to inure to its benefit and the retiring Notes Collateral Agent shall not by reason of such resignation be deemed to be released from liability as to any actions taken or omitted to be taken by it while it was the Notes Collateral Agent under this Indenture.

  • ABL Priority Collateral has the meaning set forth in the Intercreditor Agreement.

  • Equal Priority Intercreditor Agreement means the Equal Priority Intercreditor Agreement substantially in the form of Exhibit G-1 among (x) the Collateral Agent and (y) one or more representatives of the holders of one or more classes of Permitted Additional Debt and/or Permitted Equal Priority Refinancing Debt, with any immaterial changes and material changes thereto in light of the prevailing market conditions, which material changes shall be posted to the Lenders not less than five Business Days before execution thereof and, if the Required Lenders shall not have objected to such changes within five Business Days after posting, then the Required Lenders shall be deemed to have agreed that the Administrative Agent’s and/or Collateral Agent’s entry into such intercreditor agreement (with such changes) is reasonable and to have consented to such intercreditor agreement (with such changes) and to the Administrative Agent’s and/or Collateral Agent’s execution thereof.

  • Second Lien Collateral Documents means the “Security Documents” or “Collateral Documents” (as defined in the applicable Second Lien Documents) and any other agreement, document or instrument pursuant to which a Lien is granted securing any Second Lien Obligations or pursuant to which any such Lien is perfected.

  • First Lien Collateral Documents means the “Security Documents” or “Collateral Documents” or similar term (as defined in the applicable First Lien Loan Documents) and any other agreement, document or instrument pursuant to which a Lien is granted securing any First Lien Obligations or pursuant to which any such Lien is perfected.

  • Canadian Collateral means any and all property of any Canadian Loan Party covered by the Collateral Documents and any and all other property of any Canadian Loan Party, now existing or hereafter acquired, that may at any time be or become subject to a security interest or Lien in favor of the Administrative Agent to secure the Canadian Secured Obligations.

  • Supplemental Collateral Agent has the meaning specified in Section 7.01(c).

  • Second Priority Collateral means any “Collateral” as defined in any Second Priority Debt Document or any other assets of the Borrower or any other Grantor with respect to which a Lien is granted or purported to be granted pursuant to a Second Priority Collateral Document as security for any Second Priority Debt Obligation.

  • Common Collateral means all of the assets of any Grantor, whether real, personal or mixed, constituting both Senior Lender Collateral and Second Priority Collateral, including without limitation any assets in which the First Lien Agents are automatically deemed to have a Lien pursuant to the provisions of Section 2.3.

  • ABL Collateral means all of the assets and property of any Grantor, whether real, personal or mixed, with respect to which a Lien is granted as security for any ABL Obligations.

  • Collateral Agents means the Credit Agreement Collateral Agent, the Initial Additional First Lien Collateral Agent and each Additional Collateral Agent.

  • Priority Lien Secured Parties means the holders of Priority Lien Obligations and any Priority Debt Representatives.

  • Second Lien Collateral means all of the assets and property of any Grantor, whether real, personal or mixed, with respect to which a Lien is granted as security for any Second Lien Obligations.

  • Secured Parties means, collectively, the Administrative Agent, the Collateral Agent, the Lenders, the Hedge Banks, the Cash Management Banks, the Supplemental Administrative Agent and each co-agent or sub-agent appointed by the Administrative Agent from time to time pursuant to Section 9.01(c).

  • Collateral has the meaning specified in the Granting Clause of this Indenture.